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Pre-Incorporation Agreement

Free pre-incorporation agreement template for founders to formalize their arrangement before a company is legally formed.

This free pre-incorporation agreement covers 1. Intent to Incorporate, 2. Ownership Split, 3. Pre-Incorporation Contributions, 4. Vesting, 5. IP Assignment with 11 clearly marked [placeholder] fields to fill in — built for founders, freelancers, and small business owners formalizing a business decision or agreement without paying a lawyer to draft it from scratch. Copy it into your own word processor, fill in the placeholders, and review it — or adapt it — before use. It's part of docstoc's free document template library, alongside business, legal, real estate, finance, and HR templates. Every template here is free to copy with no signup required, and each one carries a plain disclaimer: this is a starting point for informational purposes, not a substitute for advice from a licensed professional in your jurisdiction.

Template — click to edit

Pre-Incorporation Agreement

Founders: [Name(s)] · Proposed Company Name: [Name] · Date: [Date]

1. Intent to Incorporate

The parties intend to form [Company Name] as a [Corporation/LLC] in [State], and agree to the terms below governing their relationship until incorporation is complete.

2. Ownership Split

Upon incorporation, ownership will be allocated as follows: [Founder 1]: [%], [Founder 2]: [%].

3. Pre-Incorporation Contributions

Each founder's contributions to date (cash, IP, time) are as follows: [List], to be credited toward their equity stake upon incorporation.

4. Vesting

Founder equity will be subject to a vesting schedule of [Standard: 4 years with a 1-year cliff], to be formalized in restricted stock purchase agreements upon incorporation.

5. IP Assignment

Each founder agrees to assign all intellectual property related to the business, created before or after incorporation, to the Company upon its formation.

6. Confidentiality

Founders will keep business plans and proprietary information confidential.

7. What Happens If Incorporation Doesn't Happen

If the parties do not proceed to incorporate within [Timeframe], [state how contributions and IP are handled — returned, or another resolution].


Founder 1: ______________________ Date: ____________ Founder 2: ______________________ Date: ____________

*This document is provided for informational and educational purposes only and does not constitute legal advice. Getting founder vesting agreed in writing BEFORE incorporation — even informally, as in Section 4 — avoids a much harder conversation later if a co-founder leaves early having already been issued unvested equity.*

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Who this template is for

Freelancers & solo founders

Handling routine business paperwork without commissioning custom legal drafting for every document.

Small businesses

Standardizing recurring documents — leases, agreements, notices — across a growing operation.

Anyone reviewing before signing

Using a clear starting structure to understand what a document should cover, even if a lawyer finalizes it.

Early-stage businesses

Getting the basics documented before things get more complex.

FAQ

Is this pre-incorporation agreement template really free?

Yes — this Pre-Incorporation Agreement template on docstoc is free to view, edit online, and download as a PDF with no account or signup required.

What does this pre-incorporation agreement cover?

This business template includes 1. Intent to Incorporate, 2. Ownership Split, 3. Pre-Incorporation Contributions, 4. Vesting. Fill in the [bracketed] placeholders, edit any clause online, then download a PDF — the docstoc.io footer stays on every export.

Is this legal advice?

No. Templates like this cover the common ground most businesses need, but they can't anticipate your specific deal terms, jurisdiction, or industry rules. Treat it as a first draft to build from, and get a business attorney's eyes on it before signing anything that matters.

Can I edit the wording?

Yes. All 11 placeholder fields and every clause are editable right on the page — change what doesn't fit, then download an updated PDF anytime.

Where can I find more free templates like this?

Browse more free business and related document templates in the docstoc library at /document-templates/.

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